Open and closed joint-stock company: main differences. What is the difference between PJSC from JSC

Public joint-stock company - A new term in Russian civil law. At first glance, it may seem that non-public and public joint-stock companies are just new names for CJSC and OJSC. But is it really?

What does Public Joint Stock Company mean

Federal Law of 05.05.2014 No. 99-FZ (hereinafter referred to as Law No. 99-FZ) Civil Code of the Russian Federation was supplemented by a number of new articles. One of them, st. 66.3 of the Civil Code of the Russian Federation, introduces a new classification of joint-stock companies. I have already become familiar with CJSC and JSC now came NAO and PJSC - nonpun and. This is not the only change. In particular, the concept of a company with additional responsibility (ODO) has now disappeared from the Civil Code of the Russian Federation. However, they did not use much popularity: according to EGRUL for July 2014, they had only about 1,000 in Russia - at 124,000 CJSC and 31,000 OJSC.

What does Public Joint Stock Company mean? In the current edition of the Civil Code of the Russian Federation, this is a joint-stock company in which the shares and others securities Can be freely sold on the market.

The rules about the public joint-stock company are applied to JSC, in the charter and the name of which it is indicated that JSC is public. The PJSC created until 09/01/2014, whose brand name contains an indication of publicity, applies the rule established by paragraph 7 of Art. 27 of the Law "On Amendments ..." of 06/29/2015 No. 210-FZ. Such a PJSC does not have public issues of shares until 07/01/2020 should:

contact the Central Bank with a statement about registration of promotion prospectuses,
exclude the word "public" from its name.

In addition to shares, AO can make emissions and other securities. However, st. 66.3 of the Civil Code provides publicity status only for those papers that are converted into stocks. As a result non-public societies Can enter securities into public turns with the exception of shares and securities in them convertible.

What is the difference between a public joint-stock company from open

Consider difference from JSC. Changes although not fundamental, but their ignorance can seriously complicate the life of the management and shareholders of PJSC.

Disclosure of information

If earlier the duty to disclose information on the activities of OJSC was unconditional, now the public society is entitled to contact the Central Bank of the Russian Federation with a statement about exemption from it. This opportunity can take advantage public and non-public societiesHowever, it is precisely more relevant for public liberation.

In addition, for OJSC, it was previously required to make information about the only shareholder to the Charter, as well as publish this information. Now it's enough to make data in the register.

PRESENTAL RIGHT TO PURCHASE ACCESS AND CENTURAL

OJSC was entitled to provide in its charter when additional shares and securities are subject to the preferential purchase of existing shareholders and owners of papers. Public Joint Stock Company It is obliged in all cases to be guided only by the Federal Law "On Joint-Stock Companies" dated December 26, 1995 No. 208-FZ (hereinafter referred to as Law No. 208-FZ). Links to the charter have no longer anymore.

Registering, Certificate Commission

If for JSC in some cases the register of shareholders was allowed own forcesT. public and non-public joint-stock companies always obliged to delegate this task specialized organizationslicensed. At the same time, for PJSC, the registry holder must be independent.

The same applies to the Accounts Commission. Now questions relating to its competence should solve an independent organization that has a license for the corresponding type of activity.

Managing society

Public and non-public JSC: What is the difference?

By big account PJSC applies rules previously related to OJSC. Nao is mostly former CJSC.
The main sign of PJSC is open list Possible buyers of shares. Nao is not entitled to offer its shares in public auctions: such a step by virtue of the law automatically turns them into PAO even without making changes to the charter.
For PJSC, the control order is rigidly enshrined in the law. For example, the norm continues to be preserved, according to which the competence of the Board of Directors or the Executive Authority cannot include issues to be considered by the General Assembly. A non-public society can convey some of these issues to the collegial body.
The status of participants and the decision of the General Meeting in PJSC should obligatory Confirm the representative of the registry holder. NAO has a choice: you can use the same mechanism or refer to the notary.
NEPBLE JOINT STOCK COMPANYit is still entitled to provide in the charter or corporate agreement between shareholders the right to preferred shares. For public Joint Stock Company Such an order is absolutely unacceptable.
Corporate contracts concluded in PJSC should be disclosed. For Nao, there is enough notice of society about the fact of concluding such a contract.
The procedures provided for by Chapter XI.1 of Law No. 208-FZ concerning proposals and notifications about the redemption of securities, after September 1, 2014, do not apply to JSC, by changes in the Charter officially recorded their status of non-public.

Corporate Treaty in Joint Stock Company

In the innovation, in many ways relating to PJSC and NAO, is the corporate contract. According to this agreement, concluded between shareholders, all or some of them undertake to use their rights only in a certain way:

take a single position when voting;
establish a common price for all participants to the stock owned by him;
allow or prohibit their acquisition in certain circumstances.

However, and the contract has its own limitations: they cannot be obliged to share shareholders to always agree with the position of the management bodies of JSC.

In fact, ways to establish a unified position of all or part of shareholders always existed. However, now changes in civil law transferred them from the discharge of "gentlemen agreements" into the official plane. Now the violation of the corporate agreement may even become a reason to recognize the decision of the General Meeting illegal.

For non-public societies, such an agreement may be an additional control means. If all shareholders (participants) participate in the corporate agreement, then many issues relating to society management can be solved through changes not in the Charter, but in the content of the contract.

In addition, for non-public societies, the obligation to contribute information about corporate agreements to the incorporation, if the empowerment of shareholders (participants) is seriously changed.

Renaming OJSC to Public Joint Stock Company

For those OJSC, who decided to continue working in status public Joint Stock CompanyIt is required to make changes to the statutory documents. The term for this is not established by law, but it's better not to delay. Otherwise, there may be problems in relations with counterparties and ambiguity on how the norms of the law should be applied in relation to PJSC. Law No. 99-FZ establishes that unchanged charter will be applied in a part that does not contradict the new standards of the law. However, what exactly contradicts, and what is not, - the question is controversial.

Rename can occur in the following ways:

At a specially convened extraordinary meeting of shareholders.
At the meeting of shareholders, decisive other current issues. In this case, the change in the name AO will be allocated as an additional question on the agenda.
At the obligatory annual meeting.

Renewal of old organizations in new public and non-public legal entities

By itself, changes can only concern the names - it is enough to exclude from the name of the word "Open Joint Stock Company", replacing them with the words " public Joint Stock Company" However, it should be checked whether the provisions of the previously existing charter are contradicted. In particular, attention should be paid to the norms regarding:

board of directors;
the predominant right of shareholders for the purchase of shares.

In accordance with Part 12 of Art. 3 of Law No. 99-FZ Society will not require payment of state duty, if the changes concern to bring the name in line with the law.

In addition to JSC, the signs of publicity and nonposecability now concern other organizational forms legal entities. In particular, the law now directly refers to non-public persons. For a public joint-stock company, the change in the charter should be made. But is it necessary to do those societies that, by virtue of the new law, should be considered as non-publ?

In fact, for non-public societies, making changes are not necessary. Nevertheless, such changes are still preferably. This is especially important for the former CJSC. Otherwise, such name will be causing anachronism.

Sample of the Charter of the Public Joint Stock Company: What to pay attention to?

For the past after the adoption of Law No. 99-ФЗ, many societies have already passed the procedure for registering changes to the charter. The same, to whom it is only to be, can take advantage of the PAO's charter.

However, using the sample, it is necessary, first of all, pay attention to the following:

In the Charter, there must be an indication of publicity. Without this, society becomes non-public.
Be sure to attract the appraiser in order for the share capital of the property contribution. At the same time, in the event of an incorrect assessment and shareholder, and the appraiser must respond to subsidiary within the sum of the overestimation.
If the shareholder is one, in the charter it can not be indicated, even if such an item is contained in the sample.
It is possible to include on the charter of the audit on the order of the audit at the request of shareholders who have a minimum of 10% of the shares.
Transformation B. non-profit organization No longer allowed, and there should be no such rules in the charter.

This list is far from full, therefore, when using samples, it should be carefully treated with current legislation.

Term "Public Joint Stock Company": Translation into English

Since many Russian PJSC implement foreign trade operations, the question arises: how should they officially be officially referred to in English?

Earlier in relation to JSC was used english term Open Joint-Stock Company. By analogy with him, the current public joint-stock companies You can call the Public Joint-Stock Company. Such a conclusion confirms the practice of using this term in relation to companies from Ukraine, where PJSC exists for a long time.

In addition, the difference in the right terminology of English-speaking countries should also be taken into account. So, by analogy with the right of Great Britain, the term "RUBLIC LIMITED COMPANY", and with US RUBLIC CORPORATION, is theoretically.

The latter, however, is undesirable because it can mislead foreign counterparties. Apparently, the Public Joint-Stock Company option is optimal:

it is used mainly only for organizations from post-Soviet countries;
quite clearly marks the organizational and legal form of society.

So, what ultimately can be said about innovations in civil legislation relating to public and non-public legal entities? In general, they make a system of organizational and legal forms for commercial organizations in Russia more logical and slim.

Make changes to the statutory documents is easy. It is enough to rename society under the new rules of the Civil Code of the Russian Federation. A step forward can be considered the legalization of agreements between shareholders (a corporate agreement under Art. 67.2 of the Civil Code of the Russian Federation).

Licensing is one aspect of the development softwarewhich many forget about. The software license determines how licensees (end users) can use and distribute code. This can significantly affect how one or another technology will be implemented. Most modern software products are sold under a closed license, which allows the Creator to maintain intelligent software rights.

However, there is an alternative point of view, according to which the license is an obsolete and unnecessary tool for controlling software by its creators. The closed license does not allow you to copy and change the source code of the software, and it comes to the idea that software creators suppress the potential growth of new technologies. This position inspired to create licenses that provide users with the right to study, change and distribute the source code of the software at their discretion. The software licensed is thus called "free" (also "free") or "open".

In a broad sense, both concepts indicate the same - software with minor restrictions on how it can be used. From the point of view of their supporters, both free and open software is safer, efficient and reliable than closed programs. However, why do you need two terms for the same concept? To understand this, you need to know the history of development and understand the nuances of these individual, but closely related terms.

A bit of history

The idea that users of programs should have the right to view, edit and share their source code without legal consequences, not at all. Until the 1970s, the software usually spread along with its source code, because most of the software were hardware-oriented, and end users had to be modified to start on a specific machine or add special functions.

Most users then did it in strictly academic or research conditions. Computational resources, as a rule, were divided, and a change in software to create more efficient workflows or more reliable solutions was widespread. For example, the Genie UC Berkeley project has developed the Berkeley TimeSharing System operating system, hacking the source code of the SDS 930 laboratory computer.

Since the software has become more complex and expensive in production, software developers have been looking for ways to stop uncontrollable exchange source code to protect their income and deprive competitors to access their code. They began to introduce legal restrictions on their products, as well as distribute their products under closed licenses. By the end of the 1970s, most developers have ceased to supply software with source code. It caused dissatisfaction with many users of computers and, ultimately, became the basis of the movement of free software.

The emergence of free software

The free software movement was the brainchild of Richard Pokolman. Stallman began to study computer science in the early 1970s, before the appearance of closed software licenses. In the early 1980s, he worked as a scientist of the laboratory artificial Intelligence Massachusetts Technological Institute. Being a member of the academic hacker community for more than ten years, he could not not be outraged due to the distribution of closed software. Stallman began to consider it as a violation of users' rights on innovation and improving the existing software.

In 1983, Stolman launched the GNU project - an attempt to create a full-fledged operating system, which would provide its users with freedom to view, modify and share the source code. Stallman formulated the project motivation in GNU Manifesto. He declares his conviction that closed licensing blocks the development of programs, innovation stops and damages the development of technologies.

According to Pokalmanna, it is unfair to users and developers who could otherwise change the code in accordance with their needs or add new features. Thus, the GNU project can be viewed as an answer to the development of closed software, as well as reference to the previous era - the era of a freely distributed source code and joint software development.

In 1985, Stallman established Free Software Foundation (FSF), a non-profit organization engaged in promoting the concept of free software for the general public. Later, the Pokolman will develop the GNU General Public License, a software license that provides end users to freely run, view and share the source code.

Freedom of launching a program for any purpose.
Freedom to study the work of the program and change it according to your own needs. An indispensable condition for this is access to the source code.
Freedom to share software with other users.
Freedom to distribute copies of the user source code. So you can give the community the opportunity to use the new code. An indispensable condition for this is access to the source code.

Any software that does not comply with these criteria, FSF considers as "non-free".

Development of open by

Stokeman chose the term "free software" to display the idea that users can freely change and share the source code at their discretion. Over the years, it has created confusion: many users believed that free software is any software that can be obtained for zero cost (which is more accurately designated as "free" or "conditionally free").

By the end of the 1990s, GNU and Linux supporters began to worry that the ambiguity of the word "FREE" will lead to the fact that users will cease to understand the philosophy of free software and its advantages compared with the closed code. The FSF organization has become known for its rigid ethical position with respect to the closed software of all species. Among some supporters of free software, concerns appeared about the fact that this approach was too unfriendly in a business sense and ultimately prevented the spread of the movement of free software.

Cathedral and bazaar

In 1997, Eric S. Raymond, at that time a supporter and the developer of free software, wrote a widely quoted essay "Cathedral and Bazaar", which compare two different models Developments used in different projects Free software. Cathedral is called a model in which the source code opens with the release of the new release of the program, and during operation on the code it has access to it only a limited group of developers (an example of such a model is the development of GNU Emacs). The bazaar is called a model in which the code is developed in view of the community over the Internet (as, for example, it was in the case of Linux kernel).

The main argument of the essay is that the market model is inherently more efficient when searching and eliminating errors, since more people can view and experiment with the source code. Thus, Raymond argued that the marketing model of development gives more secure and reliable software.

In response to the ideas of the "Cathedral and Bazaar" at the beginning of 1998, Netscape released the source code of its Communicator's web browser as a free software (COMMUNICATOR source code later becomes the basis of Mozilla Firefox 1.0).

Inspired by the commercial potential, which was seen by Netscape in this code release, a group of free software enthusiasts (including Raymond, Linus Torvalds, Philip Tsimmerman) began to strive for rebrands of free software movement and displacing his attention from ethical and philosophical motives. The group chose the name "Open Source" ("open software" or "open source") for free software in the hope that it will be better affected by the cost of a joint development model.

Shortly after that, Raymond and Bruce was transferred based (OSI) to encourage the use of a new term and the spread of the principles of open software. OSI has also developed a list of ten principles that must be complied with the software license to be considered open:

Free distribution: The license should not impose restrictions on the sale and distribution of software.
Available source code: Even if the software is not supplied with the source code, this code must be easily accessible. This should be an editable source code, and not its intermediate forms.
The ability to modify: a simple opportunity to read the source code does not allow experimenting with it and release modifications. The license applying to the title "Open" must support not only reading, but also changing the code, the use of parts of this code in other projects and the dissemination of the programs received on the conditions of the same license.
The integrity of the copyright source code: The license may impose restrictions on the distribution of modified source code, only if it permits to distribute patches to modify the program when assembling.
Lack of discrimination against people and groups of people: the license should not discriminate people and groups of people.
The lack of discrimination for the purpose of use: The license should not limit the use of the program in certain areas of activity.
License Dissemination: The rights to the open program should be applied to all users who are redistributed by the program without the conclusion of additional agreements.
The license should not be attached to a specific product: the rights to the program should not depend on whether the program is part of some product.
The license should not limit other software products: the license should not impose restrictions on other programs that are distributed along with licensed software (not counting banal incompatibility).
The license must be technologically neutral: it should not require anything from the interface or technologies used in the derivative program.

The difference between free and open software

Many believe that the difference between the "free" and "open" software is insignificant and is explained by a small difference in approaches or philosophy. According to Open Source Initiative, both the term mean the same thing, and they can be used interchangeably in almost any context. Just Open Source Initiative prefers the term "open software", because it gives a clearer description of the software and representations of its creators on how to use it.

However, supporters of "free software" believe that "open code" does not fully transmit the importance of movement and potential long-term social problems caused by closed software. Free Software Foundation believes that the OSI organization pays too much attention to promoting the practical advantages of closed software (including its profitability and efficiency of the community-based development model) and is not enough concerned about the ethical side and restricting the rights of users.

Is that or another program free or open depends on the license on which it applies and from whether this license is approved by Open Source Initiative, Free Software Foundation (or both organizations). This organization often coincides, but there are several exceptions. For example, the license NASA Open Source Agreement is approved by OSI, but FSF considers it too restrictive. Thus, FSF discourages others from the use of software distributed through this license.

As a rule, if the software can be characterized as free, it is likely to also be open.

Alternatives

For many years, other names were also offered for such software to put an end to this discussion. Open source free software (frequently reduced as FOSS) is one of the most widely used alternatives and is considered a neutral option. The term "Libre Software" (Libre is a word from Romanesque languages, which means freedom) has become so popular that over time, the Floss acronym appeared (Free / Libre and Open-Source Software).

It should be noted that the free and open software differs from publicly available software. Free open source software defines rights via licensing, while publicly available software does not use licenses. An important difference of both free and open software is that all derivatives should also apply to FOSS licenses. Public software does not push such a requirement.

Another problem of publicly available software is associated with the fact that the content that is not protected by copyright, not all countries are recognized. Nor FSF, nor OSI recommend developers to produce publicly available software.

Conclusion

The terms "Free software" and "open software" are interchangeable in most contexts; The preference of one of them, as a rule, is reduced to the question of semantics or philosophy. However, for many programmers who create software and want to change the method of using and interacting with technology, the difference can be important. When issuing new software, it is important to carefully weigh the pros and cons of various licenses, including closed licenses, and choose the one that the best way Corresponds to your individual needs.

If you want to learn more, check out this FREE Software Foundation license list, which contains detailed description free and non-free licenses. In addition, you may also be interested in Open Source Initiative.

Article 241. Glasnost
1. The proceedings of criminal cases in all vessels open, except in cases provided for in this article.
2. The closed trial is allowed on the basis of the definition or judgment of the court in cases where:
1) the trial of the criminal case in court may lead to a disclosure by state or other secrets protected by the Federal Law;
2) criminal cases of crimes committed by persons who have not reached the age of sixteen years;
3) Consideration of criminal cases of crimes against sexual inviolability and sexual freedoms and other crimes may lead to the disclosure of information about the intimate parties to the life of participants in criminal proceedings or information degrading their honor and dignity;
4) This requires the interests of ensuring the safety of participants in the trial, their close relatives, relatives or loved ones.
2.1. In the definition or judgment of a court on conducting a closed proceedings, concrete, factual circumstances should be indicated, on the basis of which the court adopted this decision.
(Part 2.1 is introduced by federal law of 08.12.2003 N 161-FZ)
3. The criminal case is considered in a closed court session in compliance with all the norms of criminal proceedings. The definition or judgment of the court on the consideration of the criminal case in a closed court session may be issued in relation to the entire trial either the corresponding part of it.
4. Correspondence, recording of telephone and other negotiations, telegraph, postal and other messages of persons can be announced in open court just with their consent. Otherwise, these materials are announced and are investigated in a closed court session. These requirements apply and in the study of photographing materials, audio and (or) video recordings, filming, carrying personal character.
5. Persons present in open court entitled to lead audio recording and writing. Photographing, video recording and (or) filming is allowed with the permission of the presiding party at the court session.
(as amended by Federal Law of 08.12.2003 N 161-FZ)
6. A person under the age of sixteen, if it is not a member of criminal proceedings, allowed to the courtroom with the permission of the presiding party.
7. The verdict of the court is proclaimed in open court. In the event of a criminal case consideration, only the introductory and resolution part of the sentence can be announced on the basis of the definition or judgment of the court.
Consultations. Drafting of documents. Representation and protection in court
☎️: + 7-928-134-33-73; ✉.

Commercial enterprises with the form of management are distributed in Russia as joint-stock companies. Until 2014, these subjects were divided into closed and open joint-stock companies, but now they are denoted by the principle of publicity. This article will consider the main differences between these types of organizations.

Definition

To begin with, what is a joint-stock company? This concept is denoted by commercial organizations whose capital is divided into shares. These assets certify their participants compulsory rights in terms of the management and organization of the Company. The shareholders or shareholders may incur some losses or, on the contrary, to get a certain income, in accordance with how many shares are available.

Characteristics

As a legal entity, a joint stock company has several distinctive characteristics:

The authorized capital of the enterprise is formed from the means (contributions) of participants.
The responsibility of shareholders on property is distributed according to their contributions.
The capital of the joint-stock company is divided into a specific number of assets - shares that exchange at their nominal value. Shares are at the disposal of the participants, and not the entire enterprise.

Types of joint-stock companies

We give the definitions of a closed and open joint stock company. Thus, an open or public society is a company in which the founders are a certain, limited number of individuals, however, the owners of the assets of this organization may be third parties.

Purchase stock shares and receive dividends if the form of management is open, can almost everyone. Also, the shareholder has the right to alienate the assets to third parties. At the same time, they do not need to ask consent from other owners of the shares.

For the forms of joint-stock companies, it is necessary to provide information on the activities of the Company for the current, reporting period. These information is published in open access, so investors can familiarize themselves with the reporting of the enterprise via the Internet, the media and other sources.

Closed or non-public shareholders' societies are also commercial organizations whose fund is divided into securities in the form of shares. The distinction of a closed society is that its stock capital is distributed only between the founders, that is, individuals who formed the company. In addition, in organizations of closed forms, third-party persons cannot be acquired by their shares.

In case the person decides to exit the number of shareholders, it has the right to sell its assets, but exclusively to persons from the founders of the organization. By the way, a certain advantage of non-public society can be called the option of providing information in the media.

What are JSC are created for?

The main mission of joint-stock companies (closed and open), as commercial enterprises is to receive profits (dividends). For AO, there are many areas for conducting activities. So, the company can engage in any activity, if it does not contradict Russian legislation. It should be noted that some industries may require a special permit (license): medicine, insurance, professional activities in the securities market and others.

Often, the form of economic management as a joint stock company is created for long-term projects - the construction of a large object, for example, the oil pipeline.

The life of AO is not limited, unless otherwise specified in By authorized document. It is also not limited to the number of shareholders of the company, of course, if its form is open. For a closed organization of shareholders may be no more than 50.

Specificity of societies

Among characterities Open and closed joint-stock companies main is the ability to transfer their own investment assets to other individuals and / or legal entities.

Open societies are usually formed when managing large enterprises in the field of business with greater capital, which require major investors. However, when there is a need to hold a meeting of founders, it is not easy to collect everyone, since the total number of shareholders can be calculated by thousands of persons and even more.

What is the difference between open joint-stock company from closed? For a non-public company that are designed for no more than 50 shareholders, more freedom is provided in the management of the organization's activities, in contrast to public forms of management. For example, the company administration can be fully transferred to the Board of Directors or other bodies of the Office of this business.

The meeting of shareholders of closed societies independently solves many issues of the organization, for example: the value of assets - their denomination, the total, the provision of additional rights to individual investors and others.

What laws regulate the activities of JSC?

Legislative joint stock companies open and closed type Regulated by the Civil Code, in particular, Article No. 66.3.

Also, the main federal law determining the activities of these forms of management is the Law "On Joint-Stock Companies" 208-ФЗ.

Innovations in Russian legislation for the forms of joint stock companies

In September 2014, an updated edition of the civil code of Russia entered into force. In the new edition, the forms of legal entities were divided, for example, to unitary and commercial, as well as some forms of enterprise organization (a company with additional responsibility). In particular, the joint-stock companies of the open and closed type began to be denoted as public and non-public.

So, the JSC are public if:

promotions of the enterprise or securities that exchange shares are published in free access;
the turnover of the Company's shares is carried out in accordance with Russian legislation regulating securities.

If the above criteria are not taken into account by the organization, however, in the name and charter it is indicated that society with the public form of the organization, the rules of public societies apply to it (Article 66.3 of the Civil Code of the Russian Federation).

If an organizational form of an enterprise is a limited liability company, then they can all be only nonpubs.

The difference between open and closed joint-stock companies is that the indication on the "openness" of the company should be both in the Charter and in the official name. For example, if the institution was non-publ, but further plans to place assets in open access, it is necessary to make these adjustments to the company's charter and its name. Accordingly, the form of economic management will be a public, or PJSC.

If the society is closed, then it is enough to make this item in the charter - in the brand name the interpretation of "Nepublique Joint Stock Company" may not be indicated.

Comparison of non-public forms of organization and limited liability companies

What is the similarity and the difference between open and closed joint-stock company? It can be said that closed, non-public forms of the organization are among the average between PJSC and LLC:

The authorized capital or capital of society with a closed form is divided into shares, unlike Ltd.. In limited liability companies, the company's fund is divided into pairs.
The similarity of non-public societies with LLC is expressed in their limited liability. Thus, the number of participants - owners of shares / feud is limited, and the resale of assets is not carried out without the consent of all founders.
When a public joint-stock company is formed, the entire capital of the enterprise begins to produce trading on stock markets, contact. Unlike them, LLC and closed societies are not used on the stock exchanges, so they do not have a market value. However, an exemplary rate for shares and / or pais can be obtained if it is necessary for conclusion, for example, a one-time contract.
Organizations with the form of management as llc or non-public societies can be transformed into public (open). However, if enterprises with limited liability need to be recorded only to register, non-public societies will need to fully change the type of society.

Ltd. or closed JSC?

Thus, the main difference between LLC and non-public society only formally is either the authorized capital formed from the investment feces of founders, as in the first case, or from another equivalent of securities - shares. However, what are the shares of open and closed joint-stock companies?

First of all, this is a tool for investing, which involves an active increment in stock markets, fluctuations in the course, quotes, and so on. While the PAIs as securible papers of another type can consist of shares not one, but several companies. Therefore, for joint-stock companies, the education of public, open societies, which will function and contact the stock market are more characteristic.

Liquidation

How to close a joint-stock company open or closed type? Termination of activities is the liquidation of a legal entity as an independent market element. The AO can also stop operations in connection with the transformation.

Upon termination, the organization may be eliminated voluntarily or forcibly. Voluntary is the elimination of a joint stock company by decision adopted at the General Meeting of Shareholders. Forced liquidation - the result of a court decision or, as indicated in the economy, the expression of the market will.

Society is considered eliminated after the application state registration The corresponding mark in the register of legal entities.

Bases and phases of liquidation

Grounds for liquidation in forced order:

The organization is carried out without a license / permission.
The legislation does not provide for or prohibited the type of activity of the Company.
Violations or non-compliance with the Organization of Laws and Standards, in the event that they are damaged by the interests of the Company's shareholders or are irreparable.
Recognition of the organization insolvent as a result of a court decision.

Unlike the compulsory termination, the process of liquidation of the Company voluntarily consists of several stages:

The adoption of a collegial decision on liquidation on the General Shareholder Meeting.
Providing information on the termination of activities to state registration bodies within three days after the decision of the Organization.
Appointment of the liquidation commission after the coordination of the state body. If the company's shareholders included a state institution, then their representative should be present in the commission.
The Commission considers the organization to identify debt on loans and other loans, an intermediate liquidation balance is drawn up.
In the absence of creditors' claims, the final balance is approved and the distribution of assets among the shareholders of the organization occurs.

The main characteristics of the types of societies

Thus, we will list the main differences between the open and closed joint-stock company:

The distribution of assets in a public joint-stock company occurs through an open subscription, that is, an unlimited circle of investors. In closed institutions, the circle of shareholders - is defined in advance.
The authorized capital of the enterprise of a public society begins from 100 thousand rubles, and non-public - from 10 thousand rubles.
The number of shareholders for open societies is not limited. For non-public JSC, the number of shares can not exceed 50 persons.
In the corporate name institution open Society It is prescribed that it is public.
Shares of a closed type of institutions are not posted on stock exchanges.

Output

In connection with the change in the editorial office of the Civil Code, since 2014, the definition of the joint-stock company of the open and closed type is no longer used. In the urgent editorial board of the Company's Code, they are divided into public and non-public. If the institution was closed, you need to exclude the word "closed" from the name. So, the lack of instructions for publicity is a sign of a non-public society, that is, just JSC.

As for business status, it can be said that non-public joint-stock companies Less interesting investors. Promotions, as first of all, the product that turns around on stock markets is more suitable for public officials and is most appropriate for business partnerships and transactions.

All modern digital devices operate on a specific operating system. For example, it can be Windows or Linux, and for smartphones and tablets - Android and iOS.

Operating systems are open and closed type. Under the concept of "open operating system" refers to the open source system. This code is open to edit, and any user can change it (naturally, within the license and law). And the closed operating system does not allow "digging" in its source code.

Open OS, as a rule, free, very quickly develop, and they can be adjusted in detail for any device. And all because any user who is at least a bit disassembled can correct errors in the system, write drivers, etc. Errors in closed operating systems are corrected only by service packs that produce official developers of this OS.

Examples of open and closed OS

An example of an open operating system for smartphones and tablets is Google Android. This OS allows you to make the user all that he wants to rewrite some drivers, add support for new features, etc. But the Windows Phone operating system is considered closed, and does not give users any right to intervene. It remains only to periodically install service packs, buy programs or enjoy free.

There is also still conditionally open OS - IOS and Symbian. In such OS, it is also possible to change anything, but for them you can write programs using a special software that developers provide. The most popular OS for smartphones is Google Android and IOS. For a regular user who is not engaged in creating new programs, the difference between these OS will be only in the interface.

As for computer operating systems, Windows is considered a closed operating system, and Linux is open. Naturally, only Linux can be changed. There is another operating system - Mac OS, which is very similar by architecture on Linux, but it is considered a closed OS.

As for the choice of OS for use, then each user decides itself. For example, in closed operating systems, the probability of catching the virus is much higher, and in this case they will have to wait until the developers will fix the hole in the system next service pack. In addition, Windows and Mac OS are paid operating systemsAnd Linux is in free access to everyone.